Eurobank has announced the completion of its mandatory public takeover offer for the acquisition of up to 100% of the issued share capital of Hellenic Bank Public Company Limited, increasing its stake to 98.5%. The bank will now exercise its squeeze-out right under Article 36 of the Law to acquire the remaining shares, bringing Hellenic Bank’s merger with Eurobank Cyprus a step closer.
Below is the official announcement issued earlier by Eurobank:
“Eurobank S.A. (the ‘Offeror’), a subsidiary of Eurobank Ergasias Services and Holdings S.A., announces to the investing public, in accordance with the provisions of Article 38 of the Takeover Bids Law of 2007 to 2022 (the ‘Law’), that on 9 April 2025, the acceptance period of the mandatory public takeover bid (the ‘Public Offer’) for the acquisition of up to 100% of the issued share capital of Hellenic Bank Public Company Limited (‘Hellenic Bank’ or the ‘Target Company’) was completed. The Public Offer was submitted on 11 February 2025.
As of 11 February 2025, the date of the announcement of the mandatory Public Offer, the Offeror directly held 385,847,001 shares of Hellenic Bank, representing 93.470% of the total issued share capital. No shares were held by any persons deemed to be acting in concert with the Offeror under the Law, and there were no indirect holdings related to the Offeror.
According to preliminary results, the total acceptance rate of the Public Offer reached 4.989%, with Acceptance and Transfer Forms submitted for 20,593,785 shares of the Target Company.
Adding this to the 93.470% (385,847,001 shares) already held directly by the Offeror, the total direct holding at the conclusion of the Public Offer on 9 April 2025 amounts to 98.458% (406,440,786 shares) of the issued share capital of the Target Company. It is noted that the final acceptance percentage may vary depending on the final verification of the Acceptance and Transfer Forms and the accompanying documents. Any incomplete or incorrect submissions may be deemed invalid.
According to the terms of the Public Offer and the provisions of Article 10(1) of the Law, since the Offeror held more than 50% of the voting rights in the Target Company, the Public Offer is considered successful.
Following the transfer of shares from the shareholders of the Target Company who accepted the Public Offer to the Offeror, the Offeror intends to promptly exercise the squeeze-out right granted under Article 36 of the Law in order to acquire 100% of Hellenic Bank’s shares. The consideration for the squeeze-out will be equal to the offer price of €4.843 per share. This right must be exercised within three months from the end of the acceptance period of the Public Offer.
The Cyprus Investment and Securities Corporation Limited (‘CISCO’) is acting as Advisor to the Offeror in connection with the Public Offer. Additionally, CISCO is acting as the Managing Underwriter in accordance with the provisions of CSE Directive 96/2008 (as amended) of the Cyprus Stock Exchange.”
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Source: Economy Today